Sports Illustrated cover model Kate Upton made her acting debut in 'Tower Heist' but gets her first major role in the recently released 'The Other Woman.' Judging from reviews, we think she'll keep her day job, too.

A big model in the early '80s, Andie MacDowell started her acting career with 1984's 'Greystoke: The Legend of Tarzan, Lord of the Apes,' and went on to appear in 'Groundhog Day,' 'sex, lies and videotape' and 'Four Weddings and a Funeral.'

Photo: Slaven Vlasic, Getty Images

A big model in the early '80s, Andie MacDowell started her acting...

A big model in the early '80s, Andie MacDowell started her... Photo-6236749.84866 - SFGate

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Here's Andie MacDowell in a shoot for Vogue from the '80s.

Photo: Andrea Blanch, Getty Images

Here's Andie MacDowell in a shoot for Vogue from the '80s.

Here's Andie MacDowell in a shoot for Vogue from the '80s. Photo-6236750.84866 - SFGate

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He may be famous for 'That '70s Show' and 'Two and Half Men,' but Ashton Kutcher started his career as a model for Calvin Klein.

Photo: Michael Loccisano, Getty Images

He may be famous for 'That '70s Show' and 'Two and Half Men,' but...

He may be famous for 'That '70s Show' and 'Two... Photo-6236751.84866 - SFGate

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Ashton Kutcher during his modeling days (love that late-'90s hair!).

Photo: Time & Life Pictures, Time Life Pictures/Getty Images

Ashton Kutcher during his modeling days (love that late-'90s hair!).

Ashton Kutcher during his modeling days (love that late-'90s... Photo-6236752.84866 - SFGate

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Bridget Moynahan, she of Mr. Big's wife on 'Sex in the City' and the CBS series 'Blue Bloods,' started modeling after high school, appearing in Vogue and Elle.

Brooke 'Want to know what comes between me and my Calvins? Nothing' Shields started her career early, appearing in an Ivory Soap ad when she was 11 months old and the film 'Pretty Baby' at 12 (as a child prostitute. Yuck).

Photo: Chance Yeh, FilmMagic

Brooke 'Want to know what comes between me and my Calvins? Nothing'...

We knew Channing Tatum was a stripper before he made it big as an actor (that's where 'Magic Mike' came from), but he was also a model, appearing in campaigns for Abercrombie & Fitch and Dolce & Gabbana, among others.

Photo: Jon Kopaloff, FilmMagic

We knew Channing Tatum was a stripper before he made it big as an...

We knew Channing Tatum was a stripper before he made it big as an... Photo-6236757.84866 - SFGate

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And we are thankful for that. Otherwise this amazing photo of Channing Tatum modeling for Marc Ecko during Mercedes-Benz Fashion Week Fall 2003 would not exist.

Photo: Djamilla Rosa Cochran, WireImage

And we are thankful for that. Otherwise this amazing photo of...

And we are thankful for that. Otherwise this amazing photo of... Photo-6236758.84866 - SFGate

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Brooklyn Decker made the switch from Sports Illustrated Swimsuit model to actress with the Adam Sandler/Jennifer Aniston movie 'Just Go With It' and the ABC series 'Friends With Better Lives,' alongside James Van Der Beek.

Ah, Christie Brinkley. Her brief appearance as the Ferrari-driving object of Clark Griswold's desires in 'National Lampoon's Vacation' was her most memorable acting role, though she also starred as Roxie Hart in a stage production of 'Chicago.'

Jaime King appeared in Vogue, Glamour and Seventeen, walked in shows for Chanel and Christian Dior and landed a deal with Revlon. But now she's known more for her acting, including 'Sin City' and a main role on the CW show 'Hart of Dixie.'

Photo: Donato Sardella

Jaime King appeared in Vogue, Glamour and Seventeen, walked in...

Jaime King appeared in Vogue, Glamour and Seventeen, walked in... Photo-6236772.84866 - SFGate

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Jaime King during Cosmopolitan Magazine party celebrating her Cosmo cover in 1999.

Photo: Ron Galella, WireImage

Jaime King during Cosmopolitan Magazine party celebrating her Cosmo...

Jaime King during Cosmopolitan Magazine party celebrating her Cosmo... Photo-6236773.84866 - SFGate

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Josh Duhamel won the title of 1997 Male Model of the Year (yes, that's a real thing) in an International Modeling Talent Association competition. (Who came in second? Ashton Kutcher.) But there's more to Duhamel than being really, really good looking. He's an actor, appearing for years on the now-defunct 'All My Children' and in the 'Transformers' movies. And he's married to Fergie.

Photo: Target Presse Agentur Gmbh, Getty Images

Josh Duhamel won the title of 1997 Male Model of the Year (yes,...

Josh Duhamel won the title of 1997 Male Model of the Year (yes,... Photo-6236774.84866 - SFGate

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Josh Duhamel shortly after he began his role on 'All My Children.'

Photo: Steve Fenn, ABC Via Getty Images

Josh Duhamel shortly after he began his role on 'All My Children.'

Josh Duhamel shortly after he began his role on 'All My... Photo-6236775.84866 - SFGate

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Remember the Pantene catchphrase 'Don't hate me because I'm beautiful'? This lady made it famous. Kelly LeBrock was a big-time model before she hit the big screen in the '80s films 'The Woman in Red' and 'Weird Science.'

Britain's Lily Cole has had a successful modeling career, walking the runway for countless designers and appearing in the pages of top magazines. Now she's turning to acting, with roles in 'The Imaginarium of Doctor Parnassus' and 'Snow White and the Huntsman.'

Actress Milla Jovovich got her start in the business as a model, scoring her first magazine cover (for Mademoiselle) at age 12. 1997's 'The Fifth Element' was her big acting breakthrough, and she's starred in the 'Resident Evil' series.

Photo: Slaven Vlasic, Getty Images

Actress Milla Jovovich got her start in the business as a model,...

Actress Milla Jovovich got her start in the business as a model,... Photo-6236780.84866 - SFGate

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Milla Jovovich in 1991 at age 16.

Photo: Time Life Pictures, Time & Life Pictures/Getty Image

Milla Jovovich in 1991 at age 16.

Milla Jovovich in 1991 at age 16. Photo-6236781.84866 - SFGate

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Rebecca Romijn was a top model in the '90s, hosting MTV's 'House of Style' and appearing in Sports Illustrated Swimsuit Issue. She got her big break as Mystique in the 'X-Men' movies.

Photo: Jason Merritt, Getty Images

Rebecca Romijn was a top model in the '90s, hosting MTV's 'House of...

Rebecca Romijn was a top model in the '90s, hosting MTV's... Photo-6236782.84866 - SFGate

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Rebecca Romijn at a Sports Illustrated event in the early '90s.

Photo: Time & Life Pictures, Time Life Pictures/Getty Images

Rebecca Romijn at a Sports Illustrated event in the early '90s.

Rebecca Romijn at a Sports Illustrated event in the early '90s. Photo-6236783.84866 - SFGate

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Rebecca Gayheart was the 'Noxzema Girl' in the early '90s, thanks to her commercials for the skin care brand. She started acting on the soap 'Loving,' but is probably best known for her role on 'Beverly Hills 90210' as Dylan's doomed wife, as well as 'Nip/Tuck' and 'Dead Like Me.'

Photo: Imeh Akpanudosen, Getty Images

Rebecca Gayheart was the 'Noxzema Girl' in the early '90s, thanks...

Rebecca Gayheart was the 'Noxzema Girl' in the early... Photo-6236784.84866 - SFGate

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Rebecca Gayheart in 1995.

Photo: Ron Galella, WireImage

Rebecca Gayheart in 1995.

Rebecca Gayheart in 1995. Photo-6236785.84866 - SFGate

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Rosie Huntington-Whiteley has modeled for Victoria's Secret and Burberry, and appeared in 'Transformers: Dark of the Moon,' replacing Megan Fox.

Singer Tyrese Gibson appeared in ads for Coke, Guess and Tommy Hilfiger before appearing in the 'Fast and the Furious' franchise. He was in the 'Transformers,' which, come to think of it, has a pretty high percentage of models who became actors.